RWBY: Kittens
by Allen Ramsey II
Summary: Blake Belladonna thought she realized how the world worked ages ago when Sienna Khan took power, and defied her parents with her support of the new White Fang. But after years of increasing violence, terrorist action, and the growing aggression and abusive control of her partner and lover, Blake received a massive reality check: her newborn daughter. (Ship-Name-Pending)
1. Chapter 1

_**Disclaimer: I do not own RWBY, nor do I profit financially from this work of fanfiction.**_

 _AN: Having stalled on my other Blake-oriented fic -_ _ **RWBY: Cat's Out of the Bag**_ _\- for some time, I got to thinking of other stories I could write, and the premise for this one came to mind following several stories of a similar theme that I'd read, though they were only set in Modern AUs. Now, with my general fanfiction premise - take one basic, simple change and draw it out to what would seem a fairly natural conclusion - I decided to take another crack at the RWBY fictions with this little idea of mine. Let's see if I can get this one to pan out, eh?_

 _Credits (aka. Betareaders/Proofreaders/Editors/etc): N/A_

* * *

 _ **RWBY: Kittens**_

 _ **Chapter 1**_

* * *

It was done. It was over. Blake thought she would be more relieved as she watched the train cars with her now ex-partner disappear off into the distance, but instead she simply felt… felt…

Did she even feel anything right now? She wasn't sure, it felt almost dreamlike, numbing her as the all-too-familiar visage of Adam Taurus grew smaller and smaller into the distance. The moment the head of the train rounded a corner, breaking her line of sight to the rest of the train that she'd severed away from her, it was like a switch was flipped powering her back on, forcing her back to reality once more.

That's when the anxiety kicked in, as well as the uncomfortable realization that she was notably more exhausted than she figured she ought to be after the fighting she'd just done. She wasn't back to her old self it seemed; the better part of a year without working on an assignment had apparently done it's toll on her. She'd have to get back into better shape if she was going to follow through with this plan of hers, no, _theirs_.

Blake knew better than to move further up in the train; she may have just saved the entirety of the human crew aboard, but she didn't actually expect them to know that since she was one of the ones previously assaulting said train minutes prior. She checked her watch, noted the time, did the best she could to calculate the speed they were going at, and having memorized the map of the area ahead, she knew that she had an hour or so before she was at the rendezvous point. She sighed and sat down on the end of the train, legs dangling over the side above the tracks below. Blake figured she had a little time to rest and distract herself from her growing anxiety…

* * *

The red leaves of Forever Fall eventually faded out, and the green trees native to central Vale became more visible. Already it had Blake relaxing, knowing that she was physically further from what was her life until now, in more ways than just distance. Glancing at her watch again, Blake knew that her stopping point was going to be soon, before they got to the next station for sure, and from there, it was all up to everyone else. Minutes later, and Blake hopped off of the speeding train into a small clearing, tucking and rolling with the momentum, sticking back onto her feet and taking off towards the point she'd planned out.

It wasn't far at all, and why would it need to be? This far out nobody but the trains and perhaps a huntsman on a job would be around, and for the latter she wasn't terribly worried about them messing with her or her allies at all. Her target was a large, sky-scraping tree that looked strangely out of place; the tree itself was visible above the rest of the forest, and from her understanding was the oldest one for miles around, having survived the test of time, the Grimm, and the wars that had plagued human and faunus alike. It made for a very good meeting point as a result, a calculated risk that was minimized by her ex-partner having to attend to the job he'd just finished instead of looking for her… for the moment.

As she reached it's base, she stopped, crouched, and listened. Blake was dead-silent as she listened around her, before reaching up and pulling off her ribbon so that she could hear just a little better. Fluttering of wings was the first thing she noticed - a crow, not native to the area that she knew of, but she was no expert on bird migratory patterns - then the wind blowing through the leaves bringing a sweet-smelling scent with it, and then… then she heard what could be footsteps, barely detectable and only because she was actively looking for just that. She listened a little longer, until she could recognize them as familiar, and then, and _only_ then did she speak for the first time in over an hour:

"Ilia?"

The footsteps paused a moment, then sped up and headed towards Blake's position. Blake sped around the tree to meet her friend halfway, watching as her friend reappeared from the background, throwing off the 'stealth cloak' that worked with her natural chameleon abilities. Ilia looked as relieved to see Blake as the cat felt to see her, though Blake was not without a small hint of anxiety fearing to overtake her.

"Is she-?"

"She's fine Blake. She's just fine; she's been sleeping for a while now, just after I left with her," Ilia answered with a gentle smile, cradling the small bundle of cloth in her arms, keeping her voice low and soft. "She's as well behaved as ever. Calm and quiet, just like her mom."

Blake let out a breath she didn't realize she'd started holding, and quickly - but carefully - received the swaddled infant and brought her to her breast, holding her protectively as she finally regained her proper breathing, suddenly feeling all the more tired after the ordeals of the day. Blake gazed down upon the small child sleeping in her arms, with her pale skin and the blood-red lockes of brand-new hair, and the two cute little ears sitting atop her head, twitching slightly as Blake moved to brush them gently with her thumb. Blake couldn't help but smile; this little girl was everything and more to her already, her breath and her life-blood.

"Hello again, my little Rouge," she cooed softly, knowing that the young child in her arms was fast asleep, unbothered by the stresses plaguing her and Ilia.

She felt a hand upon her forearm - Ilia's of course - and the silent message from the chameleon was clear: they had to keep moving. They were a long way from civilization, in an area that very well could have many Grimm in it, and they had to keep making distance between them and the White Fang camp in Forever Fall. Blake nodded, and cradled her child safely, following Ilia quickly into the woodline away from the giant tree in the direction of the capital of Vale. They had a 'contact' to meet with bordering the edge of the Emerald Forest, and was another assumed risk in their plan.

Their contact was a human after all, with strong ties to Beacon Academy, the most renowned school for Hunters and Huntresses around. Humans with connections to power were the ones that the White Fang hated most, not without good reason in many instances. But… Blake had to take this risk; it's why she asked Ilia to help her out in the first place, had her seek out and arrange this meeting and assist in her escape with Rouge.

All Blake could do as she walked through the green forest with her young, sleeping daughter was hope, and pray…

* * *

They had been expecting to find a bullhead, as they still had quite a distance to travel, but what Blake hadn't been expecting was to hear a voice without any footsteps, or having smelled anything, or seen anyone, or anything of the sort.

"So, you're the three I'm here to pick up huh?"

Blake whirled around and had Gambol Shroud up in an instant, the quick motion and sound of her weapon transforming waking Rouge from another round of napping, her cries demolishing what was left of the silence. Ilia had her weapon up and at the ready too, but lowered hers first as she lay eyes upon the dark-haired, red-eyed man who… smelled of liquor?

"Blake," Ilia motioned for the cat to lower her weapon, and begrudgingly she did so, motivated more to soothe her upset child than any semblance of relaxation about the man and his intentions.

"Eh, I've had worse introductions," The man shrugged his shoulders as he stood up straight from his spot leaning against a tree. "Name's Qrow, kitty cat. Would love to get acquainted, but the little one there is going to get a lot of unwanted attention with those healthy lungs of hers."

Blake mustered a brief glare, but knew the man was speaking true, and of course her daughter was still upset and in need of soothing, rubbing her back and holding her close, talking in what Ilia had called 'mommy voice' to her. She didn't make too much of a fuss as they were loaded into the back of the bullhead - after it was clear that the drunkard was actually sober and not a risk to their lives - and with the exception of Ilia bumping her head on a low bit of ceiling and cursing up a storm, all seemed to be going well so far. Once she had Rouge soothed back down and relaxed, Blake felt herself nodding off to sleep despite her best efforts, and finally did so after Ilia took over holding her daughter for her so she could rest with ease…

* * *

"Miss Belladonna, Miss Amitola, my apologies for the wait; there was another matter earlier this evening that I had to take care of." the tall, grey-haired man whom the two ex-White Fang members recognized as Headmaster Ozpin of Beacon Academy began upon stepping off of the elevator into his own office where they had been waiting.

Following in behind him was a slightly shorter, but far more stern-looking blonde with glasses and what appeared to be a riding crop. Blake recognized her: Professor Glynda Goodwitch of Beacon Academy, one of the high-value targets behind Ozpin himself. Oddly enough, Blake couldn't recall having heard of Qrow before; the White Fang had no intel on him, yet he was clearly directly involved with Ozpin.

Speaking of Qrow: he'd been keeping an eye on Blake and Ilia - and drinking - since they arrived to wait in the headmaster's office, but it was like he vanished the moment the two teachers arrived. How had he gotten out of a building where the only way in or out was the window - which didn't open large enough for a person to get through - and an elevator?

"It's fine," Blake responded, her attention torn between Ozpin and her daughter, whom was awake and smiling, making her smile wide. "Rouge was hungry and wanted my attention earlier; she's starting to coo, and I think she's smiling _at_ me now."

Blake's attention may have been split, but Ilia's was focused solely on the two humans in the room. Even though she'd been in indirect contact with Ozpin previously, she still stood a firm ground and held a stern gaze, her body placed protectively between Blake and the human duo, whom clearly noticed but took no action to suggest they did. In fact, Ozpin smiled, and chuckled softly before making his way around to his desk.

"Amazing, isn't it? To think we all started like that: so small, but so bright, beautiful, and filled with limitless potential. Such things are to be treasured and protected, are they not?" A rhetorical question, but to Blake the answer was an unequivocal and emphatic yes. "When Ilia first made contact, I was unsure of what to think. I mean no offense, but arranging for two members of the White Fang to knowingly make their way to my academy, and then to harbor them as students-"

"I can't blame you for not trusting us," Blake answered, taking her attention from her daughter - whom was exploring her own fingers for the moment - and turning it to Ozpin. "A man in your position likely has many enemies, and every reason to be cautious."

"Wisdom beyond your years, I see. I did have my suspicions, but seeing you now before me, with your young daughter, I believe my concerns have been satisfied in full," Ozpin shrugged gently, and placed his cane across his lap. "Glynda often says I am too trusting, but I have no intentions of doubting - let alone turning away - a young mother whose life has been filled with hardship, and who has given me every reason to believe she only wants to make the world better for her child.

"To that end, we have a few formalities to take care of, namely filling out the student profiles with the contents of your pre-registration interview, and-"

"Actually…"

For the first time since he'd come in, Ilia spoke up and interjected herself. Blake could see nerves creasing her features, furrowing her brow.

"...I don't want to become a huntress," Ilia admitted, and this was a surprise to Blake.

"Ilia…"

"Interesting… while becoming a huntress was not mandatory for our arrangement, I am curious what brought about this change of plans?"

"Well… I'm not really a fighter, not the way Blake is," Ilia shook her head as Blake started to speak, and so Blake held her opinion back. "I didn't join the White Fang because I wanted equality; I did it because I was angry, I wanted humans to _suffer_ the way I had, and I wanted them to _hurt_. I… it wasn't right, but realizing that doesn't mean I have what it takes to be a huntress, someone fighting for the good of everyone. And-"

Ilia bit back her tongue quickly, swallowed hard, and her tone notably softened as she continued.

"...if we were both huntresses, what would happen to Rouge if we went on a mission and…?"

Ilia had trailed off, but everyone in the room knew the question left unfinished. Blake found herself instinctively bringing her child in tighter to her breast, knowing that to Ilia that this was far more than just some concerning hypothetical to her. No, for Ilia this was a glaring reality that she herself lived through, and knowing that, and seeing what it had done to Ilia… was being a Huntress really the best way she could make the world a better place for her daughter? Was it the right decision?

Ultimately, she'd concluded that yes, yes it was, and so had Ilia until now.

"I would like to say that such events would not transpire, but that would not be a promise I could keep, or even attempt to make," Ozpin sighed, his expression morose and subdued, but for his eyes that spoke volumes. "Huntresses live lives of necessary risk and danger, bastions of defense for human and faunus society alike against relentless enemies that would destroy it. You may romanticize it all you want, but I've seen more hunters and huntresses laid to untimely rests than you could imagine…"

Blake found herself locking eyes with Ozpin, those brown eyes of his like a lure, drawing her in…

"Do you wish to reconsider becoming a huntress as well? I would be more than happy to simply provide you asylum, or use my connections to get you wherever you would like to go, or even help you set your new lives up, employment and all."

All tempting offers, safer offers. She could set up a new life in Mistral, far off where Adam would be unlikely to look for her. Maybe Vacuo instead, and guaranteed work? That was quite a promise, but with what she knew of Ozpin that was not such a far fetched feat for the man to make happen. She could stop fighting, leave the violence in her life, not put herself at further risk and focus on raising her daughter in peace.

The cynical realist in her spoke up though; how long would that peace last? What if Adam DID find them? What would happen when Rouge grew up, and went out into the world on her own? What would the 'peace' that Blake had chased for them be worth then, if the rest of the world was still the same place it was when she left?

Blake looked deep into those golden eyes of the infant in her arms, watched her toothless grin widen as she let out more of those adorable noises that could make Blake's heart melt. Blake was good at running away, so good in fact that it was literally her semblance. Seemed like no matter how fast or hard she ran though, whether it be into a book or away from a man-turned-monster and the pain he wrought, it never seemed to change things for long.

Seeing those little golden eyes, and that wide, toothless grin, and seeing those red little ears twitch and flutter though…

"I'm not the fighter that Ilia thinks I am; I've always ran when things got hard. It's why I'm sitting in front of you today," Blake replied, her back straightening as her ears flattened to her head, destroying the illusion that the bow was there to maintain. "But if there is anything, anything at all that I can do to make sure Rouge doesn't have to go through what I did, what other Faunus have, and that will let her grow up to be happy and safe, then I'm willing to do whatever it takes.

"You couldn't _stop_ me from becoming a Huntress if you tried."

The steely resolve in Blake's words was powerful, and Ozpin's reaction was one of respect. Unbeknownst to Blake and Ilia, Ozpin had received two nearly perfect answers that night, and that was something to be thankful for.

"I assure you, Miss Belladonna, that I have no intention of stopping you," Ozpin replied, pulling up what looked to be an in-progress student profile on the holographic projector. "We just need to fill out the rest of your profile, and you'll officially be starting in two months as a student here at Beacon. I should have arrangements made for childcare while you are attending classes by then, and that gives us plenty of time to get both of you situated in your new lives…

"That reminds me: Miss Amitola?" Ilia's back straightened as she was addressed, focusing back on Ozpin instead of smiling across at Blake. "I assume you'll be looking for work at this point, correct?"

"...uh… yeah, I guess?"

Blake would swear that she saw a twinkle in Ozpin's eyes, and heard a groan from Goodwitch across the room...

* * *

 _ **End Chapter 1**_

* * *

 _AN: And there we have it; the establishment of the premise for this story! Unlike my previous Blake-centric fic, I am starting it with full awareness of her backstory and the fact that she has family (I started Cat's Out of the Bag prior to Season 4, and stated she was an orphan, which after it was revealed she had canon family did bug me a little as I like to make as few changes as possible to canon when conceptualizing an idea). For those whom are a fan: I am not abandoning my other RWBY fic at this time; it is a non-zero chance that I will, but at this time I am intending to work on both stories as the inspiration hits me._

 _Anyway, please leave a review - I love reviews and feedback, good or bad - and I'll work on getting the next chapter up and running as soon as possible!_

 _ **A.W.R II**_


	2. Chapter 2

_**Disclaimer: I do not own RWBY, nor do I profit financially from this work of fanfiction.**_

 _AN: Started after posting chapter 7 of my other RWBY fic in progress, so it was started with the intention of riding that motivation/focus train! Hopefully by the time I post my AN at the bottom, it'll still be during that same train of motivation and not… 6 months later or something like that… anyway here we go again!_

 _Credits (aka. Betareaders/Proofreaders/Editors/etc): N/A_

* * *

 _ **RWBY: Kittens**_

 _ **Chapter 2**_

* * *

Well, two months of waiting for Beacon Academy's new semester to start had been strangely relaxing; Blake had spent most of it with her daughter and Ilia, though some was spent with various members of Beacon's staff. Of the staff she interacted with, her most regular encounters were with Ozpin and a 'Doctor' Oobleck whilst seeking a brief reprieve in the form of a cup of tea (though her selection was limited, for she was careful with her diet whilst she was still nursing her Rouge). Ozpin was as seemingly wise beyond even his years and equally mysterious, but Doctor Oobleck was… surprisingly interesting, surprisingly respectful and knowledgeable of the Faunus, and REALLY needed to ease off of the coffee. Blake was pretty sure it was not healthy to drink so much of the hot, caffeinated liquid that you seemed to teleport from place to place. Certainly not the worst flaw one could have, but it was one that definitely had her a bit more on edge than usual around him.

Speaking of on edge: Blake felt sorry for Ilia and her new job, for that job it turned out was 'Teaching Assistant/Professor-In-Training'. Didn't sound like too bad a job at first, but it turned out the the teacher she would be learning from and assisting was Professor Goodwitch… the first night Ilia had come back to her dorm she'd been nearly glowing a bright red, her eyes a feral yellow, and was visibly twitching with frustration. Apparently Goodwitch was a perfectionist with high standards, and Ilia had not that long ago desired to hurt and/or kill all humans, of which if she ever returned to that mindset once more, Blake suspected she'd personally track down Goodwitch and end her herself…

At least, for the first couple of weeks, but after that it seemed Ilia naturally slid into her new job and role well (also, she got paid that day, and while it was no SDC investor's fortune, it was quite a healthy amount for anyone of their age and status to have). Despite Blake's protests, 'Aunt' Ilia insisted on using some of her pay to buy things for Rouge, which Blake had been planning to do with some of her student stipend (after all, bullets were cheap, and maintenance for Gambol Shroud was even cheaper). As Blake had been placed in one of the larger dorm rooms that could support 5 beds easily in preparation for her soon-to-be-team's arrival, the fifth slot now held a crib, a small fridge for storing pumped milk (for feeding Rouge while Blake was in class), and various other supplies and small toys for the growing baby girl. Blake actually had to get after Ilia for taking up too much space at one point; three other students had to fit into this room later, and Ilia had her own living quarters she needed to fill.

As for Blake: in addition to spending time with her lovely daughter, she also had to get focused on getting prepared for the start of Beacon's semester, and that meant primarily getting into shape. Pregnancy had been quite debilitating, more-so because Adam's domineering attitude had kicked into overdrive, and he'd insisted that she be protected and prevented from doing anything remotely strenuous at all costs. 'To protect their child and her'... the more she thought about it, the more she figured that it was to protect 'his' child, in his eyes. Not that it mattered now, anyway. After nine months of pregnancy, nearly three months of initial recovery from pregnancy, and a month barely getting back into 'operating shape' prior to her last mission with Adam… she had a long ways to go still. Two months wasn't going to be enough to get her to where she used to be, but it would get her in good-enough shape for Beacon's Initiation.

Suffice to say, between caring for her child, nursing, and all of the exercise she was putting in to lose weight and build back muscle… yeah, Blake was exhausted AND sleep deprived most of the time. Ilia was a godsend when she was around to help her out…

Finally, her time was up; today was the day that the rest of the students of Beacon were arriving, and that meant that tomorrow was their initiation. Watching the airships, cars, and students all converging on the building she currently was perched upon, Blake sighed, and idly ran her hand over her her exposed ears, feeling a little down that her quiet time with her daughter was coming to an end. That, and it would be the first time showing the 'public' her ears in a long time, but what would she say to her daughter in the future if she kept hiding her ears? What if Rouge thought she was ashamed to be a Faunus? No, she needed to be strong, and stand proud, for her, and for Faunus everywhere. She had to show her that it would be okay to be whom she was to the world.

She hopped her way down from the spire, the last couple of stories requiring her to take a deliberate leap, then tuck and roll at the end up onto her feet. She'd done it thousands of times; it was basic acrobatics. Instinct kicked in as she flew through the air, and when she landed she tucked, rolled, and then right up onto her feet-

 _RRRIP!_

Blake went ramrod straight at the sound, ears tall and alert and eyes wide with shock-

 _RRRIP!_

Her hand came around to her chest to grab at her top, desperately trying to keep it from ripping further. Blake closed her eyes in as much embarrassment as silent fury; her usual 'combat attire' had been tight with all the weight she had gained during pregnancy, and utterly unwearable during her pregnancy. After all of the working out she'd done, it was still tight, but only in two distinct areas really… the two areas that just gave out after months of stress.

Well, at least nobody was around to see or hear-

"Uh… are you alright?"

Oh Dust be damned…

Blake took a deep breath, and turned around slowly, still clutching the chest region of her top together and forcing on a smile as she faced… a human girl, thankfully just her. She was tall, and the mane of blonde hair flowing down her back from her head was truly impressive. The woman was clearly a huntress; she just radiated it, that and the obvious athleticism in her surprisingly curvy figure. Well, at least Blake only had one person witness her shame…

"I'm… fine," her words were slow, careful, and the smile clearly forced. "...since you already saw… can you tell me how bad it is?"

"Uh… suuure?" Yeah, it was an awkward thing to ask, but the human girl rolled with the request anyway.

After relegating herself to the fact that this was definitely happening, Blake uncovered the two splits, one on her chest, and one right on her buttocks. Blake could SEE the chest one, and thus everyone else could see her undergarments underneath. Were she not wearing her bra, it would be quite a sizable 'boob window' as she'd heard it called before. Blake never really understood why anyone would expose to everyone where their heart was ala their cleavage; seemed like a bad tactical decision, even with Aura being a thing. Blake bit her cheek as she could just _feel_ the other girl's eyes on her butt as she knelt behind her, removing her hand so she could see how much of her backside was now exposed to the world. Oh Dust don't let someone else show up now…

"Well, good news is it tore along a seam, so it's not that obvious, and if you're careful the tails of your top will help hide it," well, that was good news, and Blake was happy the helpful stranger was no longer inspecting her backside. "The top is worse, buuut I think you can see that. Might want to lose the bra-"

"No."

"-ooor not," the human reached up with a short, nervous sort of laugh to scratch the side of her cheek. "It would look more intentional with the bra gone is all I'm saying."

"Your advice is noted, but I'm going to go change now. Excuse me."

"Wait!" Blake did, having been starting to turn around to leave already. "Look, uh, I know we kinda just met and all, but… you look nice as you are you know."

...what?

"What?"

"I mean, look at me!" the blond gestured to her own, admittedly sizable chest, apparently adding a little 'bounce' to make sure Blake saw what she was showing. "With the girls here, I've gone through a LOT of different bras and tops, and for a time I REALLY wished they'd just stop growing, so I stuffed them into things that were just WAY too small. You think your blowout was bad? Least you didn't explode out in your uncle's face when you leaped at him to give him a hug."

Blake gave a short chuckle at the thought, though she had no uncle to whom she could truly relate the story.

"Point is, I wasn't happy with how I looked, or how I felt, so I tried to just cram the girls away. Eventually I realized that I really shouldn't be trying to hide them, 'cause it was literally hurting me, so, I started owning it, got stuff that fit right, and hey, started feeling better and more comfortable," the blonde said, the expression on her face one that was like that of an older sister, or a good friend. "So, figured I'd just let you know that you look good the way you are, figured maybe you needed to hear that from someone."

Blake honestly was thrown; it had been a long, long time since she'd had someone sound so… genuinely concerned for her, and be so genuinely nice to her (aside from her best friend Ilia of course). Especially not a human, and ESPECIALLY not with her ears on display; this girl HAD to realize she was a Faunus. It was… it was sweet. Her reason for her not having properly-fitting clothes was not accurate… okay maybe it was a _little_ correct, but it wasn't the main reason, maybe? The gesture was appreciated for the intention regardless of the dubious reality of the situation.

"Thanks. It's been a long time since I had someone so genuinely worried about me," Blake replied with a smile.

"No problem, kitty cat!" the blonde replied with a wide grin, tucking her arms up and clasping her hands behind her head. "See you later after you get changed, alright?"

"Yeah, sure," Blake waved a subtle goodbye, and found that after the girl's kind gesture before, she didn't find the 'kitty cat' term too much of a problem. The blonde was easy to get along with…

...she'd have to keep her in mind when it came time to be put on teams… wait, did she ever get her name?

* * *

"This should fit you."

"My… _butt_ is not that big."

"Blake, trust me on this: as amazing as your butt is and always has been, it _is_ that big," Ilia insisted as she pulled the white shorts off of the thrift-store rack before pushing them into Blake's hands. "Seriously, there's a reason I adjusted the order for your uniforms after you gave them your old measurements."

"What?!"

"Blake, even with the absolutely miraculous recovery you've had, I doubt you'll be back to the same size you were before the pregnancy," Ilia was smiling softly as she found another pair of white shorts on the rack for Blake. "Which is _fine_ ; you look good, I keep telling you that! Heck, I think you look even _better_ now!"

"I know, I _know_ ," Blake relented with a sigh as she took the second pair of white shorts to add to her pile of clothes to try on. "But I told you before: I just wanted to wait until I had _my_ money from the stipend is all. I don't want you to keep spending _your_ money on _me_."

"And I keep telling you that I don't mind at all, especially not when it helps you get settled in, or when it helps you take care of Rouge," Ilia snuck her hand into one of Blake's, her thumb running across one of the cat Faunus' lightly scarred knuckles. "You're my best friend, not a burden, and I know that if the roles were reversed, you'd do the same for me."

"You've done so much for me already," Blake grumbled in return, ears flattening as she returned the gentle, comforting gesture with her own thumb. "I couldn't have gotten in touch with Ozpin or Qrow they way you did, not while I was pregnant and certainly not after Rouge was born. I needed your help to get Rouge away from Adam safely too. I just… it's felt like I haven't been able to pull my own weight recently…

"How am I supposed to take care of Rouge if I can't even-"

"Blake, _stop_ ," Ilia was surprisingly firm as she pulled herself in close, and put an accusatory finger in Blake's face that caused the taller girl to rear back slightly. "You're not going to try and go down that rabbit hole again. You're a _great_ mother; you did everything you had to, even swallowed your pride and took the necessary risks to make sure that you got Rouge away from that sorry excuse for a man! You've done nothing, _nothing_ but be nurturing and loving for that little girl, and I'll be damned if I let you tell yourself otherwise. You know _exactly_ how I feel about this, Blake."

Blake's eyes and heart did drop; of course she knew how Ilia felt about her as a mother, as a parent…

"I don't think my hormones are straightened out yet…" Blake mumbled, leaning her head forward until her forehead met the top of Ilia's forehead, and sighed. "I'm sorry."

"You don't have to be; I know it's been tough for you," Ilia's response was just as quiet, easily heard by the cat-eared girl as she pulled Blake in for a hug. "I'm just glad you're opening up to me and letting me be there for you. Rouge couldn't ask for a better mom."

That brought a smile back to Blake's face as she returned the smaller girl's hug as best she could, her eyes catching the shopkeep - a fox-tailed Faunus - glancing away sheepishly mid-embrace. _That_ killed the smile once more, but she didn't send a glare his way; they were in _his_ shop…

"Ilia...?"

"I know. Let him watch; making sure you're feeling alright is _way_ more important." Ilia replied, though the embrace didn't last much longer anyway. "And if it makes you feel better, Goodwitch told me about a couple of Faunus-owned restaurants around Vale, so you can always buy me dinner sometime to pay me back."

"Right, because a dinner _totally_ makes us even for furnishing a baby room _and_ my updated wardrobe," Blake rolled her eyes as the sarcasm oozed forth from her, but at least she was smiling again.

"How about two dinners then?"

"You are absolutely incorrigible."

"I prefer 'stubborn'," Ilia gently nudged Blake with her shoulder, both of them smiling. "And you should look in a mirror if you think *I'm* stubborn."

Blake rolled her eyes again and nudged her back, before she took the pants to see if she could fit her 'big' butt in them in the changing room.

* * *

Thankfully, she did not have to get more sleepwear in her re-purchase of her combat-and-more wardrobe; it was hard to outgrow robes and Mistrali yukata. Such sleepwear also made it a little easier to nurse her young child, just had to open it up slightly and voila! Instant access to her bosom!

Hah, right, sometimes nursing made her feel a little… giddy? Certainly warm at first, then relaxed unless her daughter wasn't latched on properly (it hurt then, like she was being gnawed on with nonexistent teeth). Rouge was even more peaceful than usual as she nursed, cradled against Blake with her hands free to knead at the sides of her breast... it was more peaceful for Blake too for that matter, what with the quiet, spacious room around them…

A knock at the door drew her attention, and she knew immediately that it was Ilia on the other side by the sound alone. That and she really was the only visitor that Blake would get this time of night, except maybe one of the professors directly under Ozpin. Rather than call out, Blake reached over and gently knocked on the wall - a signal that Ilia knew meant she should be quiet upon entering, because she was taking care of Rouge. The door opened quietly - barely a sound to Blake's exemplary hearing - and Ilia slipped in through the smallest possible crack in the door before shutting it and locking it behind her.

This was noteworthy, because Ilia hardly ever locked the door after entering. Only when there was something private she needed to discuss, but what could it be?

"What's wrong? Aren't you supposed to be keeping an eye on the new students in the main hall?"

"I got Peach to cover for me, said I had an emergency; Goodwitch can yell at me later," Ilia brushed it off, her face serious. "We have a problem though, big problem:

"Weiss Schnee is one of the new students."

Suddenly Blake was neither giddy nor relaxed; this was NOT part of the plan when she made plans to become a student here.

"Are you sure?"

"Short, white hair, offset ponytail, scar over one eye, SDC logo on all of her stuff, and she was yelling at some little girl and her bigger, blonde-haired sister." Ilia recited, seating herself in front of Blake with her legs crossed. "With all the times I looked at the intel on the Schnees, yeah, it's absolutely her. Big question is: what's she doing HERE instead of Atlas Academy?"

Rhetorical question of course; neither of them had been connected to the White Fang's intelligence networks since before they left for Beacon.

"Do you think she's here for us?" Ilia's eyes were yellowing; she was angry. "Do you think Ozpin-"

"No!" Blake immediately bit her tongue when she felt her daughter's ears flatten against her, brushing her flesh gently, then waited for her to resume her calm nursing. "...If Ozpin wanted to hand us over to the SDC, he would have done it well before now, probably when Qrow had us in the back of that transport. He could have flown us to an SDC security team and there would have been nothing we could do about it."

"Right… you're right…" Ilia fell back onto her rear, off of her heels, then pulled her knees to her chest. "...I don't like this still. I don't like that she's here, and I CERTAINLY don't like that Schnee!"

"I'm not happy about the Schnee Heiress being here either, but what can we do?" Blake's tone was short, if hushed to not upset her child. "Weiss Schnee is going to be a student here, same as me, and you? You're a teacher, in-training or not, which means you may have to _teach_ her if you want to keep your job here. If we want to stay here, where we're safe from Adam, where _Rouge_ is safe from Adam, then we're going to have to tolerate the Schnee Heiress and whatever bigotry and problems she may bring!"

She slumped back firmer against the wall, ears drooped as a sad look crossed her face.

"...I don't want Rouge to grow up like me, running and hiding…" She whispered, soft enough even Ilia would have a hard time hearing her. "I want her to be happy, and safe, and proud, and… and…"

Then came the tears; she'd been so prone to them since she'd had Rouge. Honestly she'd lost count of how often she'd just suddenly burst into tears, or how she'd suddenly get overly emotional, or just sad and anxious holding and feeding Rouge…

But at the same time, she also lost track of how often Ilia - her best friend, and a woman she felt was far stronger than her sometimes - would wrap her arms around her, embrace her, and do everything she could to tell her everything was alright. How often had Ilia told her she was so strong? So brave? That everything was okay? That she was a good mother? That she was there for her, always, and in ways Blake never thought she'd need someone to be?

And now was no different, and just like every time before, Ilia held Blake as long as she needed until she and Rouge were both okay…

* * *

Blake was suddenly nervous, not because she was worried about how she would perform - she was not back to her old shape yet, but she was definitely in good enough shape for whatever exam she was about to take - but rather because she was pretty sure she stood out. She was the only one to arrive at the lockers fully dressed in her combat garb (her NEW combat garb, to fit her 'that big' butt), so far as she could tell she was the only Faunus and obviously so, and so far she was the only one that hadn't been there the night before. Blake was hoping, praying that nobody would notice her, or worse yet draw attention to her. She just wanted to get going to the exam grounds, wrap this exam up, and get back to her room to check on Ilia and Rouge, the former currently looking after the latter.

Thankfully, Blake found her roguish nature had not faded any, and managed to get in, get Gambol Shroud, and get out without any notice at all. She managed a once-over of many of the other students on her way through… including Weiss Schnee, who made Blake's blood chill, especially she had been hoping in vain that Ilia had somehow misidentified her. She also noticed the blonde girl from the day before, and her… sis? Wait, is that the 'little girl and her bigger, blonde sister' that Ilia had said the Schnee had been yelling at? How convenient then, that the Heiress was rubbing the wrong way the one person Blake recognized, and the person Blake was considering as her partner.

Considering she figures, because she had some basic understanding of the test they were about to take, and it was going to be… interesting...

* * *

 _ **End Chapter 2**_

* * *

 _AN: Sooo… yeah, if you read my OTHER Author's Note at the top, CLEARLY I was not able to ride my train of motivation to get this done with any type of expediency. I have not excuse, other than to say that sometimes life kicks your ass, and there isn't much you can do about it. However, I am still interested in both of my RWBY-verse stories, and I will be endeavoring to complete them at some sort of pace. Always hoping for quicker, not slower, but as I've shown before that isn't always the case._

 _So, until next time, and please leave reviews; I do so enjoy getting feedback on my works!_

 _ **A.W.R II**_


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